Heart of Friendship
by Silks
Summary: While Sora and friends are traveling to a new world, they manage to get sucked in by a Rainbow vortex! Now with his friends missing in action, can Sora make new friends with the Elements of Harmony and unravel something no pony would have known?
1. Chapter 1

1

Space was…well pretty empty. Just staring at it seemed to make melt everything away, making it feel like you were alone here. That's how he felt right now, alone. Even with his two friends piloting the ship they used to travel between worlds it seemed to make him feel lonelier. He was said to be the one whom hearts were connected to, a bringer of peace, but for some reason all he wanted to do was curl up somewhere by himself.

"Sora." He didn't seem to hear his name being called, staring out into space again.

"Sooooora." Again, he didn't respond.

"SORA!" The final yell jerked the boy into an upright position in his chair, gripping the side of the chair fiercely. It took Sora a moment to realize where he was exactly, inside the interior of the Gummi ship with his two friends, Goofy and Donald, giving him a weird look.  
>"Heh, sorry guys! I got sorta distracted!" Sora said somewhat apologetically, putting a hand behind his head. He, of course, was lying about his other feelings but he didn't want to further worry his other friends.<p>

"Gawrsh, that's alrighty Sora." It was Goofy whom spoke, after Donald had turned around to continue focusing on driving through the open space, "We're just tellin' ya we're almost to the next World. Are ya shure you're alright?" Sora gave a smile, looking a bit sheepishly knowing he was hiding his own feelings from his friends.

"Yeah, I'm okay! Let's go kick some Heartless butt…if they have one." Sora said, pausing in the middle of his sentence to question the fact if the shadow creatures even owned 'butts'. Goofy seemed satisfied with Sora's answer, giving a small chuckle to himself before turning around. Sora's smile slowly slid from his face, sitting down a back onto his chair. He didn't know why this way, he had two great friends with him especially after all they had been through. Break ups, Make ups, meeting new friends, trying to find old ones, partings… Everything.

"Riku…Kairi." Sora mumbled to himself, lowering his blue eyes to the edge of the window. He wondered how his friends were, what they were doing. Ever since they had left Destiny Islands, it seemed like they never had any time to see each other. Riku had abandoned him, taking Kairi with him. They were gone, and whenever Sora felt like they were in reach of him he always was just one step behind.

The Keyblade wielder glanced at his left, black gloved hand, staring into it for a little while. He knew why he had been chosen, the only problem was that he felt like he didn't earn it. He always felt his friends were in danger because of hi-

_**BAM!**_

"W-what's going on!" The ship's alert sirens began to wail, causing the interior lighting of the ship to begin to flash red in a hasty attempt to warn its passengers. Donald and Goofy were still in their seats, their faces twisted in worry and fear in front of them. The ship tossed wildly from left to right, being rocked by some odd force. Sora instantly leapt into action, jumping out of his seat before immediately crashing into the side of the Gummi ship.  
>"Smooth." He groaned to himself, realizing how stupid that was of him to do. Sora got off the floor, gripping to a nearby window edge in the ship. He tried to regain balance, only to become stationary as the ship kept its violent movements.<br>"D-Donald! What's going on!" Sora yelled over the roar of the sirens, which seemed to get louder with every waking second. Donald didn't answer for a moment, the duck trying to maneuver his own ship. Goofy had taken refuge under his hat, pulling it down over his ears slightly to try and cover his eyes.

"A GIANT RAINBOW VORTEX!" The Duck screeched to the Keyblade wielder, making Sora give a raised eyebrow.

"A WHAT?"

"A GIANT RAIN-"  
>The Duck's sentence was cut off as the interior of the ship jerked forward, being to be sucked into the vortex. Sora tightened his grip on the side, noticing outside the window of the Gummi ship was some sort of rainbow swirling fiercely.<p>

'_So this is what he meant by a rainbow vortex…'_ Sora thought to himself, gripping the sill tightly as the Gummi ship began to violently spin in tune with the vortex. Without realizing it, Sora felt himself begin to feel lightheaded as the ship begun to spin faster and deeper towards wherever this thing was going.  
>"Sora!" He heard Goofy's voice, "Donald! Hang on!"<br>"Whadda think I'm doin'!" Donald's voice replied, obviously sharp.  
>Their voices were beginning to come out fuzzier and fuzzier. Sora felt his eyes closing as the ship further and further plummeted towards wherever it was going. The last thing he remembered was the sound of someone's voice.<p>

_"And that's how you do a Sonic Rainboom!"_

xxx

"And that's how you do a Sonic Rainboom!" The spectacular sight in the air was amazing; every pony that was any pony was outside that day to witness the sight. A cyan Pegasus grinned as she pranced airborne before gracefully gliding towards the two ponies who sat on the grassy knoll below her. A purple unicorn mare, giving a somewhat unimpressed smile, sat there with a small orange Pegasus filly, which stared in awe of the cyan Pegasus. Her eyes were wide and impressed, while her mouth was curled up into a smile so big that she probably could have burst right then and there.

"WOOOOOWW RAINBOW!" The orange filly sprung up, flapping her wings to bring her upward, "THAT WAS AMAZING!" The little pony began to do loop-de-loops and barrel rolls into the air, mimicking the sound effect of a jet plane.  
>"Didja see her Twilight! She was all ZOOOMM and VRRRR!" The orange filly proceeded to make more noises before diving towards the ground. However, she had forgotten to pull herself up before smashing straight into the grass below. The cyan Pegasus and purple unicorn looked worriedly at the little filly, but she soon sprung back up to her normal self, still bursting with energy.<br>"Heh, maybe someday you can do it too Scootaloo." The cyan Pegasus said, ruffling up the orange filly's purple hair. Scootaloo's eyes widened before grinning fiercely.  
>"Maybe I'll out do you and get my Cutiemark!" Scootaloo grinned, flapping her small wings for a little before facing the sky, "I should start practicing now! Bye Twilight, bye Rainbow Dash!"<p>

And with that the orange filly was off into the sky, flying as fast as her little wings could take her. The purple unicorn mare smiled slightly, looking towards Rainbow Dash, her friend, as the cyan Pegasus looked up at her work. Twilight Sparkle had known this pony since she had moved into Ponyville, helping her stop a pony named Nightmare Moon from taking over Equestria, their homeland. She had been to the Gala with her and her five other friends, fought other foes and even themselves at a point.

They had been together through and through, while Twilight sent letters to her teacher, Princess Celestia, about all of their encounters. All was well in Equestria now, and Twilight sparkle was enjoying that little fact. However, her thoughts were tussled as Rainbow Dash suddenly flew into the sky, giving a glare as her Sonic Rainboom suddenly turned into something no pony was expecting.  
>A giant swirling vortex of colors.<p>

"W-what!" Twilight was immediately on her hooves, staring at the tornado like spectrum of colors. Rainbow Dash gave a horrified glance at it then a serious look towards her friend Twilight.  
>"Twilight! We've gotta stop it! I-I don't know what went wrong! We need to st-"<br>"Say no more! Hurry and get the others!" Twilight said, looking towards the rainbow maned pony. Rainbow Dash nodded, giving a quick salute before all that was left of her was a trail of rainbows she left behind. Twilight turned towards the spiraling vortex, glaring at it slightly. Her mind rushed with numerous spells she had learned over the past year that she had been studying in her Library, focusing her thoughts on one that would stop the massive thing. It was a mile away at least, but still she had to get her friends to help. Twilight took a deep breath, focusing her being onto the horn protruding from her head.

'_The least I can do is slow it down…hurry Rainbow!' _Twilight thought to herself as sparkles slowly developed around her horn. She began to gallop towards the rainbow vortex, her head burning as she gathered her magic together in her horn. She was nearing the vortex, but still far enough away from it to not get sucked inside of it. She then released a beam of purple light from her horn, causing her face to screw up in concentration. The vortex was enveloped in the light, causing its rotation speed to slow down slightly, but not by much.

'_Who are you?'  
><em>

Twilight blinked, her purple orbs searching around for the voice she had heard. There was nopony around her, or near her, just the slower-spinning rainbow vortex. The magician ignored the voice, focusing herself on coming up with another spell. Suddenly she heard the wind blow over her, causing her mane to be pushed forward by the wind. The vortex was enveloped by another rainbow vortex, though spinning in the opposite direction. It took Twilight a minute to realize that Rainbow Dash had returned, which caused her to sigh in relief.

She looked around for her other friends, finding that the other four of her other friends had managed to arrive. Fluttershy, carrying Rarity in her hooves, was flying near her putting down the white unicorn gently. Applejack and Pinkie Pie looked nearly out of breath, but it was more Applejack than Pinkie Pie.

"WOOWIEEE!" Pinkie Pie was the first to speak of the four, bouncing on her hooves at the sight of the vortex, "Dashie really out did herself this time! It's all spinny whinny and crazy! It TOTALLY reminds me of the time when I was on this MERRY-GO-ROUND and it was all-"

"PINKIE! Now's not the time!" Twilight had interrupted the pink pony, but Pinkie didn't look sad about being interrupted by the purple unicorn. Rarity turned towards Twilight, the wind increasing around the ponies as vortex grew closer.

"Twilight! What do you want us to do? And please, do hurry darling my mane is getting tangled in this dreadful wind." Rarity said, brushing her curly mane a little with her hoof. Applejack rolled her eyes while Fluttershy gave a glance towards Rarity then towards the spinning vortex.

"Girls I need you to help Rainbow Dash. Applejack, get ready to lasso in Rainbow Dash, she's starting to get carried away. You other girls, help catch her and cover me. I need to prepare a spell." Twilight spoke loudly over the roaring wind. All four fillies nodded, Fluttershy and Rarity bracing themselves against Twilight to help her hold her position while she prepared the spell. Applejack and Pinkie Pie situated themselves a little ways away from the trio of ponies.  
>"Rainbow!" Applejack yelled up to her pony friend who was trying to station the spinning vortex, "We're a'comin'!" The earth pony grabbed a rope from the saddlebags she had grabbed before she had left home with the cyan Pegasus. The rope soon formed a lasso easily, in which the earth pony had begun to twirl the rope with ease. Pinkie Pie bounced around the earth pony, watching her with excitement as she began to aim for the cyan Pegasus.<p>

"Get her Applejack! You can do it! Keep focused and try to remember how you play Pin-The-Tail-On-The-Pony! Also try not to blink, cause sometimes that causes bad things, like that time I was trying to stick a cupcake in my eye and I accidentally blinked and I was all 'Phooey!' and so I had to-" Applejack ignored the rambling pony, launching the lasso at the perfect time the cyan Pegasus was circling the corner of the vortex. Rainbow Dash was caught by the lasso, causing her to forcefully stop in mid-air. She protested by trying to wrestle her way free, but to no avail as Pinkie Pie and Applejack slowly pulled on the rope to pull the pegasi to the ground. Applejack gave a flick of her tail as a signal to the trio of ponies, as the vortex grew closer to the yellow pegasi and the two unicorns.

"Twilight, dear, they've caught Rainbow Dash." Rarity spoke softly in the unicorn's ear. While Applejack and Pinkie Pie had been trying to capture Rainbow Dash, Twilight had been preparing her spell. She nodded, focusing all her strength onto her horn. The horn began to glow with a bright purple and pink magic, encasing it into three different layers of colors. Twilight stepped back from Fluttershy and Rarity and charged forward with her horn without even thinking of what she was doing.

"T-Twilight!" Fluttershy yelled, flapping her wings to go after her purple friend, only to be stopped by the white unicorn.  
>"No Fluttershy! She knows what she's doing!" Rarity comforted the yellow pegasi who looked at her friend in the pony's hooves. Twilight didn't even hear her friends, only race blindly into the vortex. The spell called for her to be directly into the center of the vortex, as the point of origin would be too high up to connect with from where she was standing. If she made a shot from directly inside the vortex, she could pinpoint where the vortex had started and fire her cancel spell. Twilight felt the wind whipping her mane against her face, but she simply tightened her eyes and race full force into the vortex.<p>

"**TWILIGHT!"**

Twilight didn't know what happened next. She felt herself be lifted off her hooves and be sucked into the vortex by a powerful force.  
>"Th-that's impossible! I should have slowed it down enough for it not to suck me into its center!" Twilight gasped her hooves flailing inside as she begun to spin around inside of the colorful vortex. The world around her zoned out, only turning into a mash of colors and her own hair flying into her face as well as her own thoughts rushing.<p>

"What do I do, what do I do!" Twilight yelled to nopony in particular, screaming at the top of her lungs. She was helpless, not amount of magic could help her now even if she could cast a spell it wouldn't help very much. Twilight was so wrapped up in thinking; she felt her body being slammed into something, something hard. She felt the wind blow out of her lungs, causing her to wince over in pain as she grasped the edge of whatever it was with her hooves.

"Sora! Hang in there!" She heard a voice coming from inside the object, causing her ears to flatten against the wind. Was somepony else stuck here? It was worse than she thought! Twilight looked at the thing she was grasping to, something that looked like a cannon attached to a larger object. Twilight turned her head to inspect more, only to accidentally loosen her grip with her hooves when she had lifted one to turn her body. Letting go, the pony flew into the air, managing to hit her head against one of the fin's protruding from the object. She felt her world go hazy, colors a blur as she lost control of her consciousness.

xxx

"Hey…hey…wake up…c'mon…" Twilight felt a voice in her ear, as well as somepony poking her in the side. Her head throbbed as her world came into view, it was dark and only a bit of light was showing inside of the room. She wanted to jump up immediately and investigate, but her body screamed for her to lie just a bit longer.  
>"Oh good…you're awake." Twilight realized she was not alone in this mysterious room. Her purple orbs immediately flashed to her side, looking for the other pony in the room. She didn't see anything, making her sigh as she slowly got to her hooves. She wobbled a bit when she stood up, but she was fine after a minute to catch her breath. Now, somewhat awake, she could fully see where she was, inside some sort of weird room or what looked like a room.<p>

It was dark all around her, except for the floor emitting an array of colorful lights. There was also a faint light streaming down from the abyss above her, which made Twilight more confused to where she was. She soon realized she had to look for the pony that had awakened her, causing her to turn around slightly. Nopony was there…

"S-show yourself! In the name of Celestia!" Twilight yelled, looking around with a lowered head to look intimidating with her horn. She immediately let a fire spell surface into her brain, hopefully if she cast it would startle the pony and show her how powerful she was.

"H-hey, relax…" The voice was there, causing her to turn around behind her. And there he was. A stallion pony, no bigger than herself and looked more like a filly than a stallion the harder she looked, with a brown coloring for a body. His mane was a lighter brown, spiked up more than anypony she'd ever seen. He wore a chain necklace, a crown as a pendant, as well as hoof-covers that looked more like some sort of sock. He wore belt loops on his hind legs, which she thought was odd, up to his cutiemark which was a crown with a key in the background of it.

The stallion pony tilted his head slightly, looking at the purple mare. Twilight felt her face flush slightly, realizing she had been staring at him for awhile.  
>"I-I'm sorry, thank you for waking me up." She smiled, "C-can you tell me where we are?" The stallion pony blinked his brilliant blue eyes, giving a somewhat confused look. He glanced around, as if he hadn't even realized his surroundings as well before giving a large smile.<p>

"Nope!" Twilight's face fell when he spoke, sighing as she clopped a hoof over her forehead. Wonderful! She was stuck in some weird place with a brown pony that couldn't be of any use.

'_Oh Celestia, what I wouldn't give for a sign.'_ She sighed, lowering her head as she looked around the room. There seemed to be nothing, until she peered down at the ground before it. It was a stained glass floor, by the looks of it, as well as emitting a brilliant array of color from each of its panes. The mare couldn't make out what the shape was exactly, but proceeded to study the patterns on the floor. She tentatively placed her hooves on the glass, fearing her weight might shatter the object. The brown pony watched her, raising an eyebrow at her odd behavior.

"Whatcha' doin'?" He asked, leaning his head over the purple unicorns. Twilight sighed, obviously not wanting to explain to this pony what exactly she was doing.  
>"Looking at the floor. It's in some sort of pattern." Twilight explained as the brown pony looked further at the glass. He frowned before raising his head, as if he had remembered something. He trotted over to the edge of the glass, though he tripped in mid-trot at least four or five times, before looking out into the abyss. Twilight raised her head, looking at the odd stallion as he stumbled.<p>

"Excuse me…" Twilight couldn't help but speak up, "but is something wrong with your legs?" The pony seemed to freeze, not answering Twilight's question. Now she got suspicious, she could obviously tell this pony had something up his sleeves…if he had any.

"N-no. I'm okay!" He answered, smiling slightly as he turned his head towards her. He flattened his ears and looked back up at the black sky. Twilight raised an eyebrow but sat down on the glass, feeling it was secure. She'd wanted to figure out what the pattern was of the glass but now her suspicions turned to the brown pony before her.

"What's your name?" She asked quietly, looking towards the stallion.

"Sora." He answered simply, not moving away from the spot he was in.

"I see…well I'm Twilight Sparkle, apprentice of the great Princess Celestia!" She said proudly, speaking her mentor's name. The pony didn't seem to move, causing her to get a little cross with him. At least he could say something about Celestia! Maybe even a word about how they could get out of this place or something. Twilight's ears twitched, noticing she could hear faint words coming from the distance. She looked towards the brown stallion, who was still staring at the sky. She quietly got to her hooves, walking forward towards the stallion, and as she drew closer she heard faint words coming from him.

"Leave her alone. She has nothing to do with the situation…" She heard him say, while responding to some unknown force. Twilight thought he was mad for a second, until she heard a reply.

'_Oh brave Keyblade wielder. There's nothing you cannot undo. Their world was doomed the moment you stepped on their world.'_

"I don't have what!" Twilight said, scaring the lights out of the brown pony. He nearly jumped, turning around to the purple mare.

"Jeez! Don't do that!" He said, scratching the back of his neck with a hoof. He paused, looking at his hoof for a minute before placing it back down onto the glass while Twilight glared at him.

"I don't understand. What don't I have to do with the 'situation'?" Twilight pressed, anger rising in her chest. She didn't want to be talked about by some strange pony she didn't even know! It was downright absurd, especially when she didn't know what the situation was. Sora seemed at a loss for words, looking down at the glowing floor. He raised his head slightly, taking in a deep breath. He opened his mouth, as if to speak before closing it suddenly. His eyes went wide as he looked at some unknown force behind her.

"Well?" Twilight asked, glaring towards the brown pony, "What is-"

"Behind you!"

Twilight whipped around, horn barred as she saw what had been behind her. A monster, black as the deepest cave in Equestria with round, yellow orbs for eyes. Its shape was that of a monster as well, hard to make out to a pony that had never seen a human before, nor knew what it was. She squeaked, jumping back beside Sora as she readied her horn.

"Don't worry I'll just come up with a-" Twilight found herself cut off as the pony rushed into action beside her, leaping upwards. What a foolish move! He couldn't even walk straight any less fight an enemy she had never seen before! Twilight opened her mouth to yell at the stupid stallion but then she saw something she'd never seen before. A large key-like object, the base colored yellow instead of a normal key that was only one color, with a chain protruding off the back of it in a shape with one circle with two smaller circles on top.

The pony held it in his mouth, by the handle piece, and slashed at the monster with ease as he came to the ground. With one hit of the blade, it dissolved into the air above it as if it hadn't been there at all. Sora landed a little wobbly, causing his hooves to dance a little as he landed. Twilight was speechless as she stared at the pony, her eyes wide with her mouth open. Sora looked back, suddenly seeing her expression before sheepishly looking away and kicking a hoof lightly on the glass.

"So, uh...shall we?" He said, pointing to a door that had suddenly appeared behind the mare and stallion. Twilight shook her head to free herself from her sudden shock. She nodded, causing the brown pony to walk forward into the door by himself. Twilight paused, looking at the door slightly.

'_That creature and the door to this place must be connected…and that object he was holding...was it…a Keyblade?'_ Twilight pondered to herself, remembering the other voice had spoken of a 'Keyblade'. The name enough made sense with the object, making her wonder as well what exactly it meant. She sighed, not really having much of a choice but to follow the strange pony through the door. She braced herself, and then trotted into the light spewing door while her eyes were closed.

When she felt she was safe, Twilight opened her eyes to see they were on a different stained glass pillar now. She looked down from the other side, noticing the door that she had walked through had now vanished into thin air. As she peered into the abyss, she could now see the stained glass pillar they had been standing of now perfectly and the pattern it held, it was of Celestia…but it wasn't Celestia. It was her former self, wearing a pink mane instead of the green, blue and pink that she now wore. Confused, Twilight gazed harder at it while trying not to fall off the pillars edge. Was it really Celestia? Or just some other pony whom was there…?

"Look alive Sparkle!" A voice shook her from her thoughts, turning around to see the 'Sora' character fighting more of the black monsters. She gasped, readying her spell that she had prepared before. She shot a few bursts of magic with her horn, causing the creatures to shriek and dissolve immediately.

"Nice!" Sora called, though the Keyblade in his mouth muffled the volume of his words. He continued to slash at the creatures, though clumsily at best. He had fallen down once during the fight, causing a monster to leap into the air to slash at him. Twilight had managed to shoot a magic burst at the monster, causing it to dissolve easily.

"Thanks!" He said, as he got to his hooves as quickly as possible. After a few more minutes of fighting the creatures, Twilight felt her body begin to drain. She had used up too much magic energy, causing her to weaken. It felt like the creatures onslaught was endless, causing her to start to droop. Sora noticed this, still slashing away at the monsters. He, too, was feeling drowsy with all the monsters, but kept fighting.

"Don't give up! We're not beat yet!" Sora said to her, slashing a monster away from her, "You can't lose!"

"I can't!" Twilight finally said, looking towards the stallion with hard glare, "I've used up too much magic!" She felt her body protest, especially the pain in her horn from processing so much magic in a matter of a few minutes. Sora looked at her then towards the creatures, still keeping them away as the mare stopped firing her own magic at them.

"You gotta! Just believe! You can't give your heart up!" Twilight blinked, letting his words sink into her mind. Her…heart? What was that supposed to mean? Twilight looked at her hooves, looking towards the monsters he was fighting off. For some reason, he was fighting them, especially able to keep going. How? Why? It was irrational. If she kept going she'd waste her energy, it was easier just to give up…but then she remembered her friends…Applejack, Rainbow Dash, Rarity, Pinkie Pie, Fluttershy, and Spike. They were waiting for her back home, out of this strange abyss.

Twilight felt a sudden spark ignited inside of her; almost like the spark she had felt when she and her friends had found they were the Elements of Harmony. She was the Element of Magic…the Spark, Twilight Sparkle. She felt an energy rush through her, causing her to reignite her magic skills, ignoring her body's protests.

The two continued on and slowly but surely the onslaught of creatures ceased. Sora panted once the creatures had disappeared, sitting down on his haunches. Twilight joined him, each of them tired from their tough battle. After a moment each looked up at each other, and then Sora began to laugh. Twilight gave him an odd look before she herself began to laugh as well, until the two of them burst into a fit of laughter. After a minute or two, their laughing died down causing a somewhat awkward silence between the two ponies.

"You were pretty good back there…" Sora spoke up, sitting with his front legs behind him much similar to Lyra, Twilight noticed. She blushed slightly, sitting forward a little on her haunches.

"Thanks…your skills were pretty impressive as well…" Twilight commented, noticing the weapon he once wielded had disappeared, "I'm assuming you don't know what those creatures were?" Sora became silent at the question, as if something wracked his brain to tell him to be quiet. Twilight raised a brow after a longer silence, waiting for the pony to say something. After a minute or two, he finally spoke.

"I was ordered not to interfere with worlds…" Sora said, a little downcast from his previous self, "But, if you don't tell anyone…those creatures…are called Heartless."


	2. Chapter 2

Author's Note: Edited some scenes, added more detail in the last few paragraphs. Thanks for everything guys, I do intend to keep up on this project!

2

"H-heartless…?" Twilight asked looking curiously towards the stallion with her purple orbs shrunk. That was impossible, no… highly illogical! Heartless could be use as a term for a cruel pony but a monster? That didn't make much sense to the purple unicorn, which she tended to try to connect everything to science or the science of their world at least.

"Yeah," He responded, rubbing a hoof on the back of his neck, "I'd explain more but, like I said, I'm not supposed to interfere with worlds."

"Then what exactly is this?" Twilight suddenly spoke up, startling the brown earth pony. He gave a confused look, unsure of what she even meant by 'this'. Twilight frowned, glaring at the pony as she realized soon after staring at him, he had no idea what she was talking about. She mentally and physically smacked a hoof to her face.

"This place, you obviously know about it if you know what those creatures were! You _do _know where we are right? Before I passed out, I was in a rainbow vortex! Now I'm in some weird place with a pony that can't even walk straight!" Twilight nearly growled to the brown pony. They had been inside this place probably for more than an hour, especially taking up time to fight those 'heartless' creatures. Twilight was exhausted from most of it and all she wanted to do was go back to her tree, have Spike make her some tea, and read a good book. Sora had remained silent for the whole time the purple unicorn was talking, keeping quiet with the whole situation.

"Aren't you going to say anything?" Twilight asked, getting close to the brown stallion's face. Sora looked into her purple eyes, though he found himself looking away more than facing the purple mare. He felt intimidated by her, and bad for sucking her into a place he wasn't even sure of himself. He was wondering to himself if he was dreaming, just where or what he had gotten himself into. He suddenly realized he'd been here before, not _exactly _here, but the place was vaguely familiar.

"Listen, I don't know where _exactly_ we are..." He said, looking at the stained glass floor below them, "I don't know _exactly_ how to get out but, we can get out. We just need to keep defeating the Heartless and it should lead us towards an exit." Sora smiled, looking hopeful towards the unicorn. Most of the time he'd been here all he had to do was fight Heartless he'd come across and eventually he'd find…He paused for a moment, blinking slightly but still keeping a grin on his face. Twilight's face, however, did not reflect the same confidence. She groaned, gritting her teeth before trotting near the edge of the area to the view the stained-glass picture of Celestia in the distance.

"Alright, fine. Just help me get out of here then." Twilight sighed, unsure of how much longer she could keep fighting with the stallion. His mood seemed to brighten as he jumped right next to her, causing her mane to stick almost straight into the air.

"AWESOME! Don't worry, Twilight Sparkle!" Sora said proudly, "I've beaten these things easily!" Twilight raised a brow in question to the pony but ignored his sentence. She would have to stick with the stallion for now until she got out and returned to her friends. She just hoped they were fine back at home.

xxx

"What happened!"

"Where did that rainbow thingie-come from?"

"Where'd it go?"

Voices rose in the crowd of ponies that had appeared soon after the Rainbow vortex disappeared. It disappeared soon after Twilight ran straight into the object, but it seemed like it had sucked her in as well. Her friends were standing a few feet away looking mostly concerned and worried for their friend, since she hadn't returned since its disappearance. Fluttershy had taken refuge besides Rarity, who was stroking the butter colored Pegasus' mane in an attempt to comfort her. Rainbow Dash had decided to scout on ahead above the crowd to look for the purple unicorn, knowing that the rest of the group wouldn't find too much with the cloud blocking the way. Applejack had removed her hat, while even Pinkie Pie didn't seem like her usual bouncy self.

"G-guys," Fluttershy spoke, her voice timid and muffled by her small sobs, "Twilight's going to be okay…right?"

"Oh, of course dear, she stopped the vortex by herself; I can't imagine what it did to her mane though." Rarity spoke, getting a stern look from Applejack before shooing away the thought, "Besides, she has Celestia on her side. She is her teacher after all." Celestia hadn't even arrived at the scene, but Fluttershy seemed to take it to heart. She nodded quietly, moving closer to Rarity as the white unicorn comforted her friend.

"Yeah Fluttershy! I bet Twilight's just playing hide 'n seek! Maybe even Marco Polo! Here let me try! MARCOOOO!" Pinkie Pie suddenly squealed, jumping next to the butter Pegasus cheerfully before yelling out into the air. The air didn't respond, causing Pinkie to blink her blue eyes for a second before shrugging to herself.

"She must be really good!" Pinkie said to Rarity who smiled while rolling her eyes at the pink mare. Applejack shook her head, placing her hat upon her head as she looked out at the wreckage. There was a straight line of plucked grass that the vortex had picked up, as well as a few trees that had been scattered along the field that had toppled over.

She could feel that Twilight was still alive somewhere and Applejack knew she wasn't gone. Suddenly, Rainbow Dash flew overhead above her, ruffling any pony's mane that was below her at the speed she was flying.

"Guys, I found something weird a little ways from here!" Rainbow Dash called to her friends below, causing Pinkie to immediately jump up from her gloomy disposition.

"Oh, oh, oh, is it a giant cupcake? Maybe Twilight turned it into a giant rainbow cupcake! I bet its really spicy, or maybe sweet or even maybe-"

"Pinkie!" All four ponies shouted in unison at the mare, causing the pink pony to blink before grinning slightly.

"Alright, pony girl, lead th' way!" Applejack smiled, looking towards her other friends whom looked just as hopeful as the orange earth pony. Rainbow Dash nodded before flying in the direction of where she had found the mysterious object, with her friends just trailing behind her. Rarity stayed behind with Fluttershy, who flew just an inch off the ground slowly while Applejack and Pinkie continued to run and bounce respectively ahead. They had gone at least a mile before Applejack could see something in the distance, a large object with something sticking out of it.

"It's that thing!" When the five ponies approached the object, they could all see what it was. It was a large round object, with lots of hard edges sticking out of it. It was planted nose first in the dirt, letting skid marks behind it show which direction the object had made its descent from. It held two appendances which had a few fins sticking out on the edges of the machine, as well as some sort of round object. Rainbow Dash had went inside it to inspect it, but came out with nothing but a few soot marks along her blue coat.

"Ew, what an awful color." Rarity exclaimed, holding up a hoof close to her body as she gave a look of disgust towards the large, orange machine. Fluttershy hid behind the white unicorn mare, peaking out cautiously at the machine from behind her. Applejack walked up to the large machine, giving it a look up and down before knocking her hoof into it for a few times. The machine didn't move, nor budge, so she concluded it was harmless for now.

"Hay, Rainbow, didja' inspect inside 'o it? Y'know, 'ta make shore it's nawt dangerous?" Applejack asked, looking towards the rainbow maned Pegasus. She shook her head, flying towards one of the windows quickly. She entered into her own 'stealth' method, flying on the side of the thing with her hooves pressing it's orange body before stretching her neck to peer inside of the window from the side. She glanced over everything inside, boxes tipped over, objects scattered along the floor as well as a few machines tipped over. She peered further to the side, spotting something quite familiar to the blue Pegasus. It was her friend, Twilight Sparkle, lying on her side inside of it with two creatures leaning over her.

'_What's Gilda doing here?'_ Rainbow thought before looking more closely at the creature, before realizing it the griffon was mostly white with only a few feathers for a tail unlike a normal griffin. The creature's frame was more masculine, from what she remembered, in Junior Speedsters School as there had been some male griffins there, and wore some sort of weird clothing. It was a blue sort of clothing, with zippers and pouches in a few places as well as a hat on top of the creature's head with its own set of zippers. The one besides the Griffin was a Diamond Dog, Rainbow remembered quite well what those dogs looked like, and this one didn't look quite right or was it familiar to her.

His muzzle was more round with two buck teeth sticking out of it as well as a long thin nose. He wore gloves as well, with a green sweater-like collar and a black vest, sporting a few pouches like the Griffin. A hat was placed upon his head, holding a set of goggles just over them. He looked more like a cartoon character than one of those Diamond Dog creatures. As Rainbow tried to look in further, she could only see a spot of brown next to Twilight inside of the machine. Even by straining her rose-colored eyes, she couldn't make out what the object was, nor who was it. She quickly crept away from the ship, flying back to her friends even though they weren't too far away from the ship itself.

"They've got Twilight! I dunno what they're doing, it just looks like they're staring at her and some other brown thing…I couldn't make out what." Rainbow Dash explained before raising a hoof, "Those fillynappers! Wait until I get my hooves on those…"

"Hold yer horses there Rainbow. Stormin' in on them won't help none." Rainbow opened her mouth to ask Applejack how she knew of her secret plan, but closed it and gave a grumpy look to her. Rarity and Fluttershy looked unsure of what to do while Pinkie Pie tilted her head in thought with a hoof to her chin.

"M-maybe we should tell Princess Celestia…" Fluttershy spoke up, looking towards the group with unsure eyes. They each looked at each other thinking it over to themselves. Celestia was the most powerful in the land, and with Twilight fillynapped they couldn't become the Elements of Harmony without her. They, also, knew nothing about this strange machine that had appeared or what it was capable of if it could be activated. All of them looked at each other closely before nodding in unison.

"Then it's settled. We hurry back to Twilight's and get Spike to send an urgent letter to the Princess." Rarity spoke for them, looking pretty serious herself. All three ponies gave a 'Right!' in unison while Pinkie chimed in with an 'Okie Dokie Loki!' Each pony then began to head for the Library, a new vision in hoof for the five of them. Suddenly the side door of the machine slammed open, an orange claw holding the side of the machine door's handle. The white griffin stepped out, looking around curiously as if he had heard something going on outside.

"Ahyuck, hey Donald what 'cha doin' out there anyway?" A voice came from inside of the machine, causing Donald to look back inside.

"I thought I heard something out here, Goofy…I guess it was nothin' but I should check on the Gummi ship it seemed to sustain a lot of damage." Donald replied to the voice, stepping outside of the ship. Flapping his wings, the griffin leapt into the air to inspect the orange ship. He secretly felt good about actually being able to fly for the first time in his life, after being a flight-less duck for so long. He grinned to himself before inspecting his work a little more just doing a quick overview. After Donald seemed satisfied with his inspection, the griffin flew into the ship to meet his large dog-like friend.

"It seems the ship won't be workin' anytime soon." The griffin quacked, even though he was a griffin instead of a duck. Probably force of habit, but Donald nor Goofy noticed. Goofy looked towards the Griffin, standing up a little bit on his hind legs.

"Aw gawrsh…What happened 'ta Chip 'n Dale?" The Diamond Dog asked, tilting his head a little as he scratched his head with his large paws.

"I dunno I can't find them since the accident. I'll hafta find them later, maybe when Sora and that other thing wake up." Donald shrugged, pointing towards the two creatures on the ground. Twilight and Sora's limp bodies on the floor below the two large creatures, though the two ponies were still alive and breathing they hadn't moved in awhile. Goofy and Donald had managed to stay inside the ship and try to pilot through the large vortex, though once it had disappeared they had transformed into their new bodies, as well as Sora.

"Gawrsh…" Goofy said, looking from the Griffin to the unconscious ponies on the floor of their ship, "What should we do Donald?"

"I dunno, I guess wait for them ta wake up." Donald responded, flapping his wings slightly, "There's not much else we can do. Maybe this pony knows of a place where to buy gummi parts. There could be a shop or something on this world for all we know." Goofy frowned towards his friend but he knew how the wizard was. Donald was more of a forward type anyway, and there wasn't much they could do for Sora. He looked down at Sora and Twilight before nodding to the Griffin.

"Okay, Donald. I guess we'll wait then." He said, trying to keep a cheerful disposition even though they had no idea what was going on with their friend and why he wouldn't wake up. Donald returned the smile before going towards the front of the ship to see if they could contact someone from this place.

xxx

The further they went up in this sort of 'labyrinth' Twilight noticed that each stained-glass floor of a pillar was of Princess Luna or Celestia. She remembered from the storybook she had been read to as filly and had read before Nightmare Moon's return of pictures of the two Princesses before. They were very similar, or alike even with the ones in the pictures. As they headed upward, she felt a greater doom approaching the two ponies as they traveled further and further into the dark place. Soon, after Sora and Twilight had defeated a few more Heartless, the door didn't appear.

"B-but! I thought…!" Twilight said, looking around for another Heartless that they might have missed. Sora looked a bit confused too, as if he thought he had defeated every one of those creatures as well. The brown pony trotted around the edge of the glass-structure, peering over at the other pillars that surrounded the one they were on. He noticed they were in the middle of all the other structures as Twilight decided they were doomed.

"That's it! We're done for! We're never getting out, never!" Twilight sighed, sitting down on the glass flooring. Sora gazed at her for awhile, looking at the stained glass flooring himself. He wasn't sure what to do now they had defeated every Heartless on this floor, or so he thought.

"_So…you've arrived._"

Both ponies jumped at the noise, immediately alert and ready to battle. However, there was no pony or anything in front of them, behind them or anywhere. Sora looked around curiously, trying to find who ever had spoken the words that Twilight and he had already heard. Suddenly he felt something tug at his leg, causing him to quickly turn around to see a black pool of ooze forming below him. He felt his hind leg being sucked in, causing him to quickly flail the hind hoof in an attempt to get the ooze off of him. Twilight had turned around quickly, noticing that the pony was in trouble by the strange, black ooze. She quickly galloped towards him, summoning a fire spell to her mind before transitioning it into her horn. She shot a small fire ball towards the ooze, which recoiled off of the brown stallion with a screech.

"Ugh, thanks!" He said, looking towards her gratefully. She smiled back before the two of them heard a laughing in the background. Each pony's smile faded as the two turned around to face whatever creature that had appeared, but to their surprise it was Twilight. Each pony gave each other a look before looking at the other Twilight, only her vibrant purple mane and body were now dull colors. She chuckled slightly, trotting slowly towards the two ponies. Twilight was amazed, walking towards her double with a curious expression. Suddenly, she felt a jerk on her tail which caused her to nearly fall over to see Sora had bit her tail.

"Dhon't gho! It's a trhap!" He said though his words were muffled by the tail in his mouth. Twilight gave him a look and opened her mouth to say that the thing was harmless before the other Twilight gave another chuckle.

"_Oh what a silly filly…you've wandered too far into the darkness…"_ The other Twilight grinned, a certain ooze dripping off her words. Twilight felt something stir inside her, something that bugged the magician. Sora had let go of her tail now readying himself for what he knew would come next, but was unknown by Twilight. The other Twilight began to transform herself, limbs growing larger as well as her body. The shape she took on was similar to Nightmare Moon herself, except the only thing visible was that the creature was five times her size, as well as the only visible feature was the large, yellow circles she held for eyes.

Twilight stood in horror of the creature as it towered over the two ponies. The shadow Twilight laughed maniacally, lifting up one of her hooves to smash the two ponies just below her. Twilight stood frozen, unable to keep her eyes off of the large creature in front of her that had been the mare only moments ago. Sora looked up quickly before looking towards Twilight before rushing to her side to push the unicorn and himself away from the enormous hoof slamming against the glass. The two of them rolled across the ground, sliding a few feet away from the hoof itself.

"Ugh, try to be more careful!" Sora grunted, standing up to shake himself off. Twilight blinked before realizing she could have been underneath that hoof night now. She looked gratefully at the brown stallion, who simply gave a smile back.

"I-I'm sorry. Let's go." Twilight said, looking sheepishly away before turning her attention to the large mare who was staring back at her. Sora nodded, immediately summoning his large key out of thin air.

"Let's." The two ponies rushed at the large mare, who simply laughed in their faces. Twilight had prepared a few spells in her mind, focusing them into her horn as fast as possible while Sora covered her. The brown pony jumped up, clumsily, into the air to slash at the fake unicorn's hoof with his blade. The creature screeched in pain, withdrawing her hoof as Twilight released her own spell by firing a beam of light at the already damaged hoof. The large creature let off a loud neigh before slamming both hooves into the glass. Twilight felt the pillar move under her hooves, causing the pony to flinch. Sora landed onto the pillar, nearly tripping over himself as he landed.

The shadow Twilight gave another neigh, lowering her large horn as she summoned a spell then thrust it towards the sky with a dark magic swirling around it before it was fired into the sky. Both ponies on the ground watched with baited breath, waiting for something to happen. Suddenly, Sora felt his flank be scratched by a Heartless that had generated from behind him. Twilight managed to shake off her own set of Heartless while Sora continued to hack away at the ones surrounding him. Within a few minutes the two had managed to defeat the Heartless before the shadow Twilight began to laugh again. Twilight growled, thrusting her head out to shoot another beam of light at the shadow Twilight but this time into her chest.

The creature screeched again, holding her chest with her hooves allowing her horn to be lowered as well as her head to the glass' level. Sora quickly took the chance, charging forward with his weapon to smash the object right into the horn. The creature didn't move at that, which meant the creature hadn't noticed Sora yet. He took the opportunity to slash at the horn with his Keyblade, causing the creature to rear upwards suddenly after a few slashes. Sora flew back from the sudden reaction of the creature, landing harshly onto the glass flooring. Twilight went to his side, though the brown pony got up with a few scratches.

Shadow Twilight proceeded to stomp the glass, causing it to crack even more below the two ponies. Twilight immediately noticed this, worry filling into pools in her eyes.

"Sora, if we stay here any longer this whole thing is gonna collapse! We can't beat her if our attacks aren't in sync!" Twilight yelled to him over the roar of her shadow self neighing loudly. Sora nodded, understanding easily with the purple unicorn mare. He could knew they probably couldn't hold out much longer anyway for he could feel his body being drained of energy after fighting so many Heartless.

"I'll charge up my most powerful magic. Use your weapon's own magic, if you have any. I'll put my power into your weapon to allow you the final strike." Twilight said looking towards the brown stallion, "Just keep her distracted until I say 'Now!' understand?" Sora nodded, leaping into action while the purple unicorn bent down to absorb her magic. The brown stallion slashed away at Heartless the shadow Twilight summoned, keeping them easily off the mare who was storing her magic. Sora also kept the shadow Twilight distracted, firing small bolts of Fire towards the creature's forehooves.

Twilight felt her energy draining from her body but kept storing her magic. She focused her whole being onto her horn, projecting a spell as fast as she could and storing as much magic as possible. She felt herself weakly get up, horn emitting a small column of magic that she had been preparing.

"Sora, now!"

"Right!" The brown stallion jumped in front of Twilight, holding up his Keyblade into the air above himself. Twilight sucked in a breath before shooting out a brilliant beam of colors at the key-like object, encasing it in a rainbow light substance. Sora tightened his grip on the object in his mouth, lowering it slightly to the ground.

"Now, get her to lower her horn!" Sora said, looking behind Twilight. He knew she was running out of magic energy by now but if they had any shot of defeating the creature, they'd need her to lower her horn. It seemed to be the source of her power, since she reacted violently when the object was struck. Twilight nodded weakly and began to trot forward, towards one of the creature's large hooves. She pushed herself to gallop towards it before jutting her horn straight into the creature's hoof. Shadow Twilight screeched, lifting up her hooves wide up into the air. Twilight quickly realized what the creature was about to do, before letting an ice spell surface in her mind.

She quickly fired an ice bolt towards the creature's now exposed chest, causing it to give a loud roar. Instead of slamming her hooves down, the creature cradled her chest while bringing down her large horn to the height of Sora and Twilight. Seeing his chance, Sora quickly raised his rainbow-encased Keyblade towards the creature before galloping as fast as he could without tripping over his hooves. The Keyblade easily sunk straight through the horn, causing a stream of light to flow from the key-like weapon. The weapon sliced through the horn causing trails of light to flicker out as Sora ran besides his weapon until he arrived at the very base of the head. Shadow Twilight reared upwards, screeching loudly as she held her forehead with her hooves where her horn once sat.

The creature began to thrash about in the abyss, whining and neighing fiercely before the creature began to overflow with light. Cracks appeared across the creature's face, causing it to squeal slightly before slamming it's hooves on the glass as a final attempt to crush the ponies that had destroyed her horn. Luckily, it cracked easily causing most of the glass-pillar to shatter on contact with her hooves. Twilight and Sora backed up near the edge of the pillar that was the least shattered, watching as the shadow Twilight grew brighter and brighter.

"_C…cur..se…yo…u…key…bla..de..wei…l…der." _The creature groaned as it faded away into the abyss, slipping off the edge of the pillar as the lights soon faded. Sora frowned slightly, breathing heavily as the creature disappeared into the dark. Twilight and Sora didn't speak, only stood there for a quick moment before at the same time they looked at each other.

"WE DID IT!" Each yelled loudly, grabbing each other's hooves in their own before jumping around with glee. Each was bursting with excitement for their accomplishment, as well as complimenting each other for a job well done. Sora grinned wide at the purple unicorn before he felt something cracking under his hooves, causing him to stop. Twilight stopped as well, each pony looking at the cracking glass before them before looking at each other.

"Uh…oh." The glass gave way underneath them, shattering itself into at least a thousand pieces beneath their hooves. Twilight screamed loudly as they plummeted, Sora closing his eyes tightly as they fell into the unknown below…

xxx

"Sora…" Sora could hear the sound of waves floating into his ears, also the sound of someone familiar calling his name. It felt nice, feeling the warm breeze across his face as well as the smell of salt in the air. It felt like…home.

"Sora!" A more urgent call woke the pony out of his trance, making him stare forward with wide blue eyes.

"K-Kairi?" He spoke, looking around as if to see the girl. All he found was two large creatures standing in front of him, looking an awful lot like Donald and Goofy…

"No, it's us, Donald and Goofy!" The large Griffin spoke, shaking the brown pony roughly with his claws. Sora instantly snapped awake, seeing his friends before raising a brow at their forms, then looked at his own hooves and sighed. He was still a pony, and somehow stuck in this world they had landed in…His eyes suddenly shot open, looking around for something.

"Sora, what's wrong? Ya don't look too good." Goofy asked, looking at the confused pony with concern.

"W-was there a purple unicorn with me?" He asked, looking at Donald's claws as a hint to let him go. Giving a quick 'sorry', the Griffin released the brown pony as he got to his hooves clumsily.

"Yeah, she went outside while we weren't looking. We thought she'd be fine on her own, we just kept her since she was in the vortex and managed to fly in here." Donald said, walking towards the front of the ship, "But that's the least of our problems." Sora raised an eyebrow in confusion, trotting over towards the front windshield. His mouth opened wide at the sight, a giant crowd of ponies as well as at least ten ponies wearing armor were in front of the ship. He could see Twilight apprehended by one, who was struggling to get free from the guards while five other ponies gathered around her pretty closely. Sora could guess that they were probably close in some way.

"W-what did you guys do!" Sora looked towards Donald who shot a nasty glare back to his friend.

"Nothing! These guys just showed up just a few minutes ago! They keep saying to give ourselves up but we haven't left the Gummi ship since we've arrived!" Donald growled, looking at the brown pony before looking back outside at the Guardsponies. Sora frowned, unsure of what to do exactly as Goofy came to join his fellow friends.

"Maybe they know where the Keyhole is? We've been sent here to find it fer a reason." Goofy said, looking towards the two of his friends. The both of them looked skeptically but it was maybe an easier way to find it. Sora did remember hearing about a Princess Celestia from Twilight so maybe that was their ruler or whatever.

"I guess we have no choice…" Sora said, frowning towards his friends. He quickly trotted outside of the Gummi ship with his two friends following only to be met by Guardsponies. They quickly secured him and his friends by making magical restraints around their arms and hooves, causing the three of them to be taken by surprise.

"H-hey let go!" Sora said, twisting to be free of the sudden magical restraint put around his hooves. Donald and Goofy fought as well only to be prodded by the Guardsponies.

"We know you fillynapped the apprentice of Princess Celestia and caused ruckus in Ponyville, and by the power of Celestia you have been called to be arrested." One of the guardsponies said, causing Sora to look immediately over at Twilight. As soon as the purple unicorn saw him, she galloped towards one of the nearest guards, looking towards him.

"Please release them at once! They didn't fillynap me!" Twilight pleaded with the guard, looking towards the guard. He simple looked at her before looking towards the prisoners.

"Sorry Miss Sparkle, we have direct orders from the Princess to apprehend these three." The guard responded flatly, looking towards the purple unicorn through the corner of his eye. Twilight gave a crestfallen look; quickly looking towards Sora and his friends. She began to gallop towards them, only to be stopped by an orange pony by grabbing onto her tail. Sora struggled against his bonds before the three of them were lifted into a large, black cart with iron bars around the windows.

With a large, click the doors shut tightly on Sora and his friends. Each of them looked just as confused as the other as the box lurched forward. Two large stallion pegasi had flown into the air, obviously heading towards the central base of whatever prison the three were heading too. Sora looked out the window as the box began to float, noticing a rainbow maned Pegasus sticking her tongue out at the box.

"Seeya never fillynappers!"


	3. Chapter 3

**Author's Note**: Hi guys I apologize for the really late update! Especially it being smaller than usual 'cause my dad took my computer for two weeks and I had a convention to go too. Anyway, enjoy guys and thanks for the feedback! xD

3

"YOU DID WHAT?"

The five ponies shrunk back from their friend, obviously seeing the rage plastered all over their friend's face. Each looked at each other or at the sky, trying to avoid the fuming purple unicorn. Twilight put a hoof to her face, closing her eyes to take it all in. The crowd had dispersed by now, only leaving her, her five friends and the ship.

"Well…um…" Fluttershy tried to speak, finding herself at a loss for words. The butter Pegasus proceeded to shrunk lower to the ground when the rest of the mares cast glances towards her. Twilight sighed, looking towards her friends before stepping out near the gummi ship.

"Twilight, dear, we were just trying to protect you. We didn't know what happened to you; you just disappeared after heading into that vortex! We found you captured by those creatures and we'd need you to active the Elements of Harmony to fight them off if those…brutes attacked." Rarity said, stepping forward slightly towards her fellow unicorn. Twilight glared towards Rarity, who didn't seem to back off before the purple unicorn sighed.

"I _told_ you what happened! I managed to teleport myself into another dimension! I don't know…_how_ exactly I did it, but I did!" Twilight nearly screamed towards the white unicorn, "And that pony was with me! He helped me escape too, and I'm sure his friends were just as good as him!" Twilight looked towards her friends, staring at them for a long time. Suddenly, Rainbow Dash stepped forward slightly, giving a glare towards Twilight.

"That sounds like a load of Buffalo! I know you charged forward into the vortex and that machine was inside of it too, but that guy was just an Earth pony! There's no way he could perform magic to teleport into a different dimension! They must be…aliens!" Rainbow Dash spoke slowly, in sudden realization. Rarity, Fluttershy and Pinkie Pie held each other in their hooves, gasping in shock while Applejack simply rolled her eyes. Twilight Sparkle gave a slight groan but continued to glare at the blue mare.

"Don't be mad, none Twi." Applejack stepped forward with a half-hearted smile, "Besides, Celestia seemed to be interested about that Rainbow-thingy-ma-jigger. I'm sure everypony in Ponyville was too." Twilight's ears perked up for a moment, looking towards the orange Earth Pony.

"Wait, Celestia? What would she want with that Rainbow vortex?" She asked, looking questioningly for a second. It didn't make sense why the Princess wouldn't just inform her, or at least come here herself for investigation. The group shifted uncomfortably, giving small murmurs between them. Each of them looked towards Rainbow Dash, who shifted uncomfortably on her hooves before flying into the sky as if to avoid her friend's glances.

"Celestia did send them, but I dunno why they arrested them. They must be fugitives or something, but, hay, if you wanna hang out with criminals it's your business." Rainbow Dash said, shrugging slightly in an uncaring way.

"They aren't criminals! Or at least Sora isn't…" Twilight exclaimed before trailing off, looking towards the ground slightly. She wasn't even totally sure if these guys were good or not, which her friends gave worried glances towards the purple mare besides Rainbow Dash. The purple unicorn then sighed and let her head droop before Pinkie Pie proceeded to bounce next to the purple unicorn, pulling her into a headlock.

"Don't worry your pretty little head Twilight! Your auntie Pinkie Pie's got an idea how to rescue those guys!" All five mares raised their heads at the pink earth pony. The four looked surprised while Twilight also echoed their surprise with a small frown towards the pink pony.

"What in the hay are ya talkin' 'bout?" Applejack responded, looking towards the pink pony with a curious expression. Twilight was intrigued too, wondering why the pink pony believed her. Her other friends were casting wary glances towards their friend, as if she were crazy or something. Twilight was a bit glad to have somepony to confine in even though the rest of her friends didn't believe her.

"Alright Pinkie, what's your plan?" Twilight asked, looking towards the pink pony eagerly.

"Okie dokie loki! First we're gonna need paint….lots and lots of paint."

xxx

Sora stared out the window, looking out at the clouds that passed by. This really wasn't where he wanted to be exactly, heading to prison for some sort of crime he didn't even know he committed, especially since they hadn't seen a single Heartless since they'd arrived. Donald and Goofy had been silent for most of the trip, probably thinking on their own as well. Sora glanced at them in the corner of his eye before sighing and looking towards them.

"Sorry guys…I never expected this to happen." Sora said apologetically, smiling slightly while shrugging with his hooves bound. The Griffin and Diamond Dog looked at each other before bursting out laughing, causing Sora to jump a little by their outburst.

"Aw shucks Sora! You don't have to worry about us! Remember back in Hollow Bastion? All fer one and one fer all, ahyuck!" Goofy said, grinning towards the brown stallion.

"He's right," Donald quacked while giving his own little smile, "We're a team, and we'll stick together through and through. Besides, we've defeated countless numbers of Heartless! No stupid Princess is gonna beat us!" The Griffin grinned causing Sora to chuckle slightly to himself. He never doubted them for their bravery of the situation, but it was comforting to know they were behind him the whole way. Suddenly the container lurched forward, causing all three of them to slide inside of the box forward a little. There was a rough bump before the cart slowly came to a halt. Each creature got up slowly, looking out of the bars to try and see where exactly they had arrived. Sora turned as the sound of a latch opening from the back of the cart, causing the two doors to swing open to reveal three guards standing outside of the cart.

"Come with us." One of them said flatly, looking towards them with a hint of hostility. Sora glanced at his friends, who returned with their own looks of concern, then trotted out as best he could with his hooves bounded together and the fact he still wasn't used to this form himself. Donald and Goofy followed soon after, being followed by their own guard as they exited the cart. As Sora looked up, his mouth gaped at the sight in front of him. It was a large castle, yellow spirals rising up into the blue sky as well as fancy patterns along the building's side. Sora was suddenly bumped by one of the guards, realizing he had been standing to stare at the large building for awhile. He snorted before trotting forward with the rest of the guards and his friends.

Moving somewhat slowly, the group headed towards the interior of the castle without a word. If Donald or Goofy tried to get a word in, they were immediately silenced by one of the guards with a flick of their wings. Sora made a note to not get on their bad side as they passed through one of the large hallways. The place was as large as it was on the inside as it looked on from the outside. There were massive paintings and stained-glass windows along the sides of the walls, though Sora had no time to look at them since the guards kept the three moving. Soon the group disappeared down a stair case, into a less pretty part of the castle.

There were a few torches here and there, obviously kept lit by some magic as the wood inside it seemed to be rotted, as well as stone for wallpaper. It took them a few minutes, but finally they had reached the dungeons of the palace. It was quite empty, to Sora's surprise, but there were a few ponies here and there. They looked awfully shady but none of the trio said anything as they walked by. Soon the guards arrived at a prison cell, pushing Sora roughly with one of their hooves into one, causing him to skid slightly to the ground. The guards closed the gate quickly before the brown pony could get up, before moving on through the prisons.

"H-hey, where are you taking my friends!" Sora had managed to get up, holding the bars with his hooves that somehow had been released magically by their bonds. A guard glanced back, stopping before chuckling slightly to himself.

"A different holding cell, we have different cells for different creatures. Just keep your mouth shut and you'll be fine. The Princess will have an audience with you soon." The Guard spoke before walking off with Donald and Goofy further into the prisons. Sora watched them go until they were swallowed up by the blackness of the rest of the prison cells, which he slowly slid onto his haunches.

"Boy, this is just wonderful," Sora chuckled ironically to himself while putting his hooves on his cheeks as he sat down, "Way to go, Sora. First you wind up with some purple unicorn, then next thing y'know you're in prison. I guess that's why I'm so nice."

"Purple unicorn?" A feminine voice asked from across Sora's cell, causing him to look up slowly. He could see another pony in the cell just in front of him, but he couldn't make out exactly what the pony looked like. He squinted a little before deciding to give up on deciphering who the pony was exactly.

"Yeah, her name's Twilight Sparkle. Have you heard of her or something?" Sora asked, curiously looking at the equine behind the bars. She was silent for awhile before he could see her head turn towards him.

"Know her…? Yes I know her. Thanks to that stupid filly, I've been in nothing but trouble." The pony hissed through her teeth, "She's the reason I'm stuck in this place. Every time I showed off my great and powerful expertise, it ended in failure. Everypony used to adore me! Now I'm the laughing stock of Equestria and banished here." Sora felt a bit sorry for the pony, frowning towards her. He didn't really think that Twilight was a bad unicorn, but maybe she had caused some misfortune to others. After all, he'd only been with her for a short time and he had managed to get in trouble because of her.

"Oh…um…I'm sorry." Sora said, looking apologetically towards the pony, "Well, if it makes you feel better I'm kinda in here 'cause of her too." Sora saw the pony shift slightly, as if she were surprised by the same pony in her own horseshoes. Sora grabbed the bars with his hooves, trying to get a better look at her now that she had moved, but to no avail.

"Really? What a coincidence…" The pony said, her voice suddenly changing to a lower somewhat darker tone, "Tell me more…"

xxx

"This, by far, is the STUPIDEST idea you've ever had Pinkie."

Five mares hid behind a bush only a few feet away from the Castle located in Canterlot. Each gave a strange look towards the pink one in the middle who was doing some sort of procedure to a Pegasus pony that couldn't be seen behind the pink one. Pinkie Pie was making odd faces towards her creation, holding a paint brush firmly in one hoof while the other was straightening some sort of cone-like object. After a few more moments, the pink pony stepped back and grinned goofily before gesturing towards the other four ponies.

"Fillies and Gentlecolts! I give you, Princess Luna!" Each raised an eyebrow towards the 'Luna' supposedly behind the pink pony. The creature was a dark purple color, a few blotches of paint sticking firmly to her coat and on her wings. Makeshift jewelry had been messily put together as the Princess's lunar jewelry, as well as a hastily painted cutie mark to somewhat match the princess. To top it all off, on top of the pegasi's head sported a somewhat interesting looking horn that, if closely looked at, looked almost machine stitched. A plastic looking crown spray painted a dark blue also pushed against the pseudo-horn.

"Uh-uhm w-why did I get picked again?" The mare asked, shrinking slightly as Pinkie introduced her. Twilight Sparkle stared at the makeshift princess before slapping a hoof into her muzzle.

"We picked you because you're the only pony with blue eyes _and_ a Pegasi! You know how Rarity is with paint and none of us could probably pull it off." Twilight said softly towards Fluttershy who looked away slightly. Twilight was glad that after Pinkie had explained the plan they had gone along with it. Even if they were wary about Twilight's decision to rescue the pony that had saved her and his friends, she was glad they still trusted her enough to help her. She felt that she needed to know more about that pony, why he had come in an odd ship, and more about this 'Keyblade' that voice had talked about. Rainbow Dash rolled her eyes, flapping her wings into the air as she flew around Fluttershy.

"They'll never buy it! It's just Fluttershy with a paintjob." Rainbow Dash cut in, cupping Fluttershy's blue mane with her hoof before tossing it in the mare's face. Fluttershy daintily scuffed her hoof on the ground, a bit embarrassed by Rainbow Dash's comment. Rarity immediately went over to the mare, looking her up and down before looking towards the rest of her friends.

"Come now, girls! If Twilight is with her, it might be more reasonable why they'll let them in. All Twilight needs to do is unlock the Palace Garden's back door, correct? If "Luna" is with her, she can easily access the castle. Pinkie, I must say your taste is quite… unique." Rarity explained, looking towards the pink pony who gave a large grin.

"So what yer tellin' me is…Alls we need ta do is git through the Gardens and distract the guards outside, while Twilight and Fluttershy get inside the castle and unlock the Palace Garden door so we can get in?" Applejack asked giving an odd glance towards Rarity, who simply nodded.

"Yes! They let ponies in the gardens all the time, so we shouldn't be suspected. We can't get in otherwise, so we'll use Rainbow Dash to distract the guards until we can get inside." Rainbow Dash groaned but gave a half-hearted salute. Applejack tapped a hoof to her chin before nodding at the plan again once she reviewed it over in her head. Twilight sighed shaking her head before trotting up to her friends.

"Alright, let's set this plan into motion. I just wanna say…thank you." Twilight smiled towards her friends, who all gave a smile back warmly towards the purple unicorn. Rainbow Dash still frowned towards Twilight, but rolled her eyes and nodded slightly.

"Girls, we'll rendezvous at the Palace Gardens. Fluttershy?" Twilight looked towards the blue mare, who nodded somewhat nervously towards her, "Keep your head up, and don't worry! We'll get through. I've got a back-up plan in case they don't buy it." Fluttershy seemed reassured at her comment and nodded slightly. The ground dispersed, Pinkie Pie, Rarity, Applejack and Rainbow Dash heading towards the Palace Gardens while Twilight and Fluttershy remained behind the bush. Twilight peered out of the bushes until her friends had disappeared, looking towards Fluttershy before giving a nod.

"Ready?" She asked her shy friend, who looked at the ground for a moment before looking up.

"Uhm…yes…But," Fluttershy spoke up, looking towards Twilight who stared at her impatiently, "Oh…uhm…if that's okay with you, if I may say something…I mean-"

"Just say it, Fluttershy."

"Oh, um, yes." Fluttershy said, regaining herself, "I believe you Twilight…I know we may seem a bit…y'know…but I'm sure you're telling the truth…a-anyway let's go." Twilight felt a smile creep across her face at her friend's confidence, causing her to lurch forward to pull the blue pony into a hug.

"Oh, thanks Fluttershy!" Twilight said, squeezing her friend in her hooves while Fluttershy attempted to hug her friend back. Twilight let go of the pony before getting onto her hooves, nodding towards her. Fluttershy returned the nod before following the purple unicorn, trying to be as graceful as possible as she trotted after her. Twilight slowed her pace to let Fluttershy ahead of her as they approached the castle As they approached two large stallions were on guard, their expressions emotionless as the two approached. Twilight stepped forward as she and Fluttershy approached, causing the guard's wings to spread as a sort of shield.

"Halt! Who goes there?" One of the guards asked, looking toward the two ponies slightly. They looked over the pony who seemed to be Princess Luna, their eyes widening slightly. Twilight raised a hoof and proceeded to cough into it before clearing her throat.

"I am Twilight Sparkle, apprentice of Princess Celestia. Princess Luna, here, was just escorting me to the castle for a meeting with my mentor." Twilight explained, looking towards the guards. They cast wary glances towards the 'said' Luna, who simply kept quiet and looked towards the ground. Twilight gulped, trying to keep a smile towards the guards as they inspected Luna. She quickly bumped the shoulder of the blue pegasi, who immediately perked up slightly.

"Uh…yes, she's with me." Fluttershy spoke up, raising her neck a little bit to look higher, "Or do you doubt your Princess?" The Guards seemed a little flustered by doubting their princess, unsure of what to do exactly. She looked similar but the guards managed to see through the disguise. Though it seemed like no-pony had seen Luna since Twilight and her friends had defeated Nightmare Moon, the guards seemed to notice the difference between the Alicorn and the colorful pegasi.

"Nice try." One of the guards said, immediately thrusting their heads towards Twilight and 'Luna'. 'Luna' squeaked while Twilight bit her lip, quickly jumping forward to unleash a sleeping spell on the two guards. Their eyes fluttered for a moment as the magic spell was cast, before easily falling to the ground asleep.

"T-they'll be okay right?" Fluttershy squeaked, looking at Twilight with a glimpse of fear in her eyes.

"Yeah they'll be fine. I just put them under a sleeping spell, now c'mon!" Twilight said hurriedly, trotting past the guards by opening them with a flick of her horn. Fluttershy trotted in quickly with Twilight trailing on after her. The two entered the castle, though Twilight thought everything looked pretty much the same. The same décor, the same guards, the same servants, all of it the same since she had last been here. She felt guilty for sneaking inside the palace by putting the guards under a spell but they had to find out more about that pony and his friends. Twilight felt something nagging at her thoughts about, but she couldn't place what exactly it was.

The two ponies hurried through the corridors, trying to remain unseen by maids and guards. They swarmed the palace, but thanks to a few magic spells whipped up by Twilight they managed to avoid being seen by changing their shape. Along the way Fluttershy had managed to lose her horn but it wasn't like it mattered much now. All they had to focus on was getting to the Palace Garden's door.

xxx

"Hold it right there!" Guards were everywhere, yelling and running across the gardens. A rainbow-like blur sped by, clamping her hooves against some of the freshly-trimmed bushes to ruin them. She then proceeded to splash too much water against some of the patio furniture along the outer sides of the palace. Rainbow Dash then, to top it all off, had managed to use Rarity's emergency make-up kit to paint faces on the Statues inside of the Gardens. Guards were flying and running every which way to catch the blue Pegasus pony. Rainbow Dash was the Best Flier in all of Equestria, and she had managed to elude them for awhile.

Rairty, Pinkie Pie, Applejack had managed to hide themselves near a large clump of bushes just a few feet away from the commotion and the front door of the palace. It was still closed, so trying to get in until Twilight came and got her friends would be a definite no-no or so Rarity would say. Pinkie Pie was having a hard time keeping still, especially when Rainbow Dash was flying around distracting the guards. The pink pony bounced softly to herself, shifting on her hooves uncomfortably while Rarity continued to mumble to herself about being 'covered in dirt'. Applejack kept her green eyes glued to the door hoping silently to herself that her friends could keep quiet for a bit.

"Applejack, dear, can we _please_ get out from under this dreadful bush?" Rarity complained, picking up one of her white hooves daintily.

"No. We need ta wait fer Twilight. We're keeping it low for now while Twilight manages to unlock that there door." Applejack said sternly, though Rarity gave a glare towards the orange earth pony. The white unicorn sighed before nodding, staring at the door expectantly while occasionally casting glances towards Rainbow Dash. Pinkie Pie sighed, shuffling her hooves faster and faster before suddenly popping up.

"Oooooh! I can't take it! I need to help Dashie!" Pinkie Pie said bouncing out of the bushes quickly. Applejack managed to catch the pink pony by her fluffy tail, causing the party pony to ricochet back into the orange earth pony. The two tumbled back into the bushes, causing Rarity to screech out of horror of getting leaves in her mane. Pinkie Pie managed to seat herself onto of Applejack, whose hat had covered her face now.

"Pinkie, no! It's too dangerous; if she's caught we'll need you as backup!" Applejack said, adjusting her hoof to allow her hat to move back behind her ears. Pinkie Pie frowned, jumping off of Applejack before quickly pointing a hoof in the opposite direction of the two ponies.

"But she's in trouble!" Pinkie Pie squeaked, jumping uncontrollably while frowning. Applejack thought it was odd Pinkie Pie wanted to help so bad, then again she didn't really like sitting still. Applejack got to her hooves, glaring towards Pinkie Pie before staring towards the direction her hoof was pointing.

"Ah don't see…Oh Celestia's mane." Applejack paused in midsentence blinking towards the direction the Pink Pony had been pointing. There were little blobs of dark creatures, they looked similar to someone splashing a giant bottle of ink across the gardens but different somehow. Rainbow Dash was only a few feet away from the two ponies, shaking off the creatures that were swarming her from the air. The creatures were all black, taking a similar shape of a pony but more defined sharp edges on them. Their ears were long and thin, especially curly at the end with beady yellow eyes. They had long Pegasus wings, but looked more mechanical than anything else. There were two flanking Rainbow Dash as she tried to fight them off with a few strikes of her hooves.

"This might be a bit of a problem." Applejack groaned to herself.


	4. Chapter 4

4

"Interesting…quite interesting, indeed my little pony." The mare from across the dungeon cell spoke coolly, tapping a hoof to her chin lightly. Sora had explained his story to the mare across from him in the dark cell, though he probably knew that she thought his story was ridiculous. He had mentioned the parts about the Heartless, since he had already broke his promise to Donald on accident again. The stallion had a habit of forgetting that often and he knew he'd never hear the end of it from the Griffin. He had tried to get the blue mare to at least tell him her name or something about her, but she insisted on him telling more of his story. Of course, he didn't tell her about the different Worlds beyond this one or his adventures with Donald and Goofy but he did explain the events of where he was with Twilight.

"Yeah well…" Sora began, awkwardly trying to shrug off the 'My Little Pony" comment, "You haven't told me anything about you. I think it's only fair if you return the favor." Sora had been trying to see the pony in the dimly-lit area. He'd been at this since he got her, feeling somewhat curious to whom exactly this pony was. He heard her hooves click against the stone as if she were nervous before there was silence. After what seemed like ages for the young brown pony, she spoke.

"Very well, but take a seat because I do _not_ repeat myself." Sora quickly scampered onto the cold ground, wincing at the feel before peering through the bars towards the pony. She gave a sigh and stepped closer towards the hallway lights that illuminated the dungeon cell slightly. She had a sky blue colored pelt with a creamy, light blue mane whipped in a light curl around her horn that protruded from her forehead. Her purple eyes seemed to glow in the dim light, which caused Sora to blush slightly realizing he had been looking at her for a long time. Her flank was slightly in view, showing of some of her cutie mark which contained a crescent moon with a wand attached to it. The unicorn gracefully sat down as well, holding her snout up into the air as she sat down before looking towards Sora.

"It all started after _I _defeated an Ursa Minor that had ransacked into Ponyville thanks to two colts. It began a year or so later, but my bad luck just kept getting worse…"

Xxx

Trixie trotted away from Hoofington, her special purple cape dragging behind her in the dirt. Thanks to another lousy show, The Great and Powerful Trixie hadn't been noticed by any pony since the whole Ursa Minor incident. She had heard rumors along the grapevine about Twilight Sparkle and how she was claiming that _she_ slew the Ursa Minor back in Ponyville. They all spoke of how cowardly she was, and rejected her whenever she came. Her shows began to slowly stop as the pony begun to run out of bits she had managed to earn by using petty parlor tricks. That was how she earned a living…or so she thought she could.

The Great and Powerful Trixie sighed, continuing her pace as she soon came to the boundaries of Hoofington. The blue unicorn adjusted her star-covered wizard's hat slightly with a hoof before tossing her head a little.

"Don't worry Trixie, things'll look up!" She said to herself, smiling slightly as if it would cheer her up. The unicorn kept a small grin before looking towards the ground slightly and sighing.

"Oh, what's the use? That stupid Twilight Sparkle is spreading rumors about me, and I can't even show off my own expertise to other ponies. I'm the laughing stock of Equestria!" The blue mare put a hoof dramatically over her head, sobbing slightly to herself as she flung herself to the ground and continued to wallow away in her misery. She sobbed for a few minutes before somepony wandered across her and accidentally tripped over her. Trixie heard the impact of hooves onto the ground especially a pain in her side where the pony had kicked her.

"How _dare _you trip on **THE GREAT AND POWERFUL TRIXIE**! Who do you think you are? Celestia!" The blue mare had jumped to her hooves, stamping her hoof loudly in front of the pony that had tripped over her. The mare's hat was crooked slightly forward over her head, which even made her mood worse that her favorite hat was crooked up on her head. Her anger soon melted when she saw who had tripped over her, a purple mare to be exact. A familiar, purple mare…

"T-Twilight Sparkle?" Trixie hissed the name, her anger soon reigniting itself once again she realized who it was. The light purple unicorn got to her hooves, shaking her head lightly to herself before looking towards Trixie. Twilight opened her mouth to say something, but then closed it and looked slightly ashamed of herself. Trixie glared at the pony, waiting for an apology or some sharp remark about something from the past. Neither pony said anything, just gave each other long and hard stares for awhile before Twilight finally regained herself.

"O-oh Great and Powerful Trixie…please forgive me." Twilight said, dipping her head a little to Trixie's surprise. The pony pursed her lips but gave a nod of the head for the purple mare to go on.

"I-I shouldn't have taken credit for slaying the Ursa Minor. I apologize." Twilight said, looking towards the blue mare, "I managed to teleport to Hoofington to find you. I know you're…quite busy but, please accept my apology." Trixie was a bit surprised that the purple mare had come out all this way to apologize to her…but then again she _was_ the Great and Powerful Trixie.

"Very well…Twilight Sparkle…I accept your apology." Trixie replied cooly, knowing that she herself was a very forgiving unicorn. Twilight smiled before giving the blue mare a quick hug to her surprise. Trixie tapped a hoof on the unicorn's back before they broke the hug, in which she stepped back slightly. The pony seemed relieved slightly, and Trixie could tell that Twilight was sincerely apologizing. The purple unicorn gave a satisfied nod before looking towards Trixie.

"I must warn you though…" Twilight's tone grew somewhat grim, which caused Trixie to raise a brow, "Something awful is going to happen…I don't really know how or why but I can tell it's going to be bad…"

"What do you mean…bad? The Great and Powerful Trixie demands you to explain yourself!" Trixie spoke towards Twilight, stomping a hoof towards the purple pony. Twilight simply shook her head from side to side before looking towards Trixie again.

"Be careful okay? I need to head to Canterlot now, but fair well." Twilight smiled warmly towards the mare before summoning a spell with her horn. Trixie trotted forward to stop the mare but she had disappeared within a few heartbeats. Trixie pouted slightly to herself, wondering what exactly the purple mare meant by 'bad'.

"No matter." Trixie said simply, sighing to herself slightly as she trotted towards Trottingsdale which was her next destination. Though she could perform magic, her magic wasn't as powerful as Twilight's but she'd never admit that. Trixie continued a few steps forward before she heard somepony yelling at her from a distance. She took no notice at first, until she heard the words 'Celestia' from afar. The blue mare whipped her head around to face the pony yelling at her, until she realized two royal guards had arrived just a few feet away from her. Trixie froze, unsure of whether to run or keep her position there on the dirt road.

The Guards galloped closer and Trixie began to weigh her options. She hadn't done anything bad that she knew of…maybe they were trying to catch a thief of some sort! Trixie nodded to herself and kept her position though she couldn't help but bite her lip in anxiety. The Guards came closer, and soon the two surrounded Trixie with blank looks that the usual Royal Guard held.

"May the Great and Powerful Trixie help you?" Trixie asked coolly, looking towards the guards with half-closed eyes. The Guards looked unimpressed but Trixie didn't really care as they begun speaking.

"I see you are Trixie…The Princess wants an audience with you, she didn't give details of the cause was but she wants to see you right away." Trixie tried to hide her surprise by giving a raised eyebrow. It was surprising to her that the Princess would want an audience with her, especially since she was the laughing stock of Equestria.

"Alright…Trixie will allow you to escort her." Trixie said smiling slyly towards the two Guards. They gave no notice towards the mare and grabbed the mare roughly by the hooves.

"Ow, hey, watch it you oafs!" Trixie snapped, glaring towards the Guards as they picked her up off the dusty road. The Guards simply rolled their eyes and carried out their duty by flying towards the far-away castle of Canterlot with 'The Great and Powerful Trixie'.

Xxx

There was a bang that startled the two ponies that had been talking in the dungeon cell. Trixie had seemed to choke up after ending her story with her flying away with the Guards. Sora looked up curiously before turning towards Trixie earnestly to hear more of her story. The mare had been taken aback by the bang before casting a glance towards the brown stallion a little bit away from her.

"I got to the castle, and right as I arrived they locked me in here. I heard from a couple of other ponies that Twilight Sparkle is Celestia's apprentice, therefore it's all _her_ fault I'm stuck here!" Trixie ended curtly, a slight edge in her voice as she spoke the last of her story. Sora felt a bit off about the sudden ending by Trixie, but he decided not to pry. The brown pony got to his hooves, shaking himself awake as he looked towards Trixie with large blue eyes.

"Oh…well, thanks Trixie for the information." Sora said, looking around slightly inside of the cell.

"The Great and Powerful Trixie," The blue mare corrected, looking towards the brown pony with an annoyed look. He grinned sheepishly for his mistake before looking around the cell again.

"What exactly are you doing?" Trixie asked, tilting her head slightly towards the pony that began shuffling in his cell.

"Looking for a keyhole or something…y'know for the jail cell, so I can unlock it." Sora said, looking around again. He was half-telling the truth at least, so he didn't feel so bad after somewhat bonding with the blue mare. He had to find the keyhole to this world before any Heartless started appearing in this world, especially in the castle itself. He also needed to get out Donald and Goofy on the way, they'd need some place where they could stash the Gummi Ship and get it back working again.

"Good luck with that; these doors are magically sealed so that none of us unicorn ponies can unlock it with our magic." Trixie said smirking slightly at the stallion's ignorance. Sora grunted in annoyance after she said that, feeling a bit stupid for wandering around the cell for awhile.

"Well thanks for telling me sooner." He muttered quietly to himself as he begun to think once more. He needed a plan, and fast, to get out of here but there was no keyhole…how could he get out?

"Well…the Keyblade does perform magic…" Sora said, looking up at the ceiling in thought before hearing another bang. Sora could hear a loud voice above a softer one before another bang was heard. Suddenly a dark pony entered the dimly lit dungeon, her dark coat blending in easily in the dim surroundings. Sora could see some ponies bowing towards the pony; even Trixie seemed to dip her head slightly towards the pony. Sora noticed the particular features of the pony, a long horn and Pegasus wings protruding from her body. He'd never seen a pony like this, nor had he seen many ponies at all since he'd got here besides Twilight, the Guards, Trixie and that rainbow-maned Pegasus.

The pony continued along the hallways until she stopped in front of Sora's cell. She lifted up her muzzle above the cell before looking down at him with dark blue eyes.

"Does thou goeth by thy name of thy Keyblade Wielder?" She asked, a curious expression lifting through her voice as she shouted it towards Sora. The brown pony firmly placed his gloved hooves into the stone ground to keep his footing. Now he wasn't so sure if he wanted to answer the mare's question.

"Y-yes…? But, how do-" Sora answered only to be cut off by the loud mare.

"Then come with us! We need your assistance." The dungeon cell seemed to swing open just at her words, allowing Sora to exit. He glanced around warily, as if it were some sort of a trap, before looking up at the dark blue mare. She watched him with deep blue eyes, as if carefully assessing that Sora didn't want ask about.

"Alright, on one condition…" Sora said carefully, glancing at her, "I'll you to get my friends out of their cells as well."

"We hast done it! Now, make haste young one!" The mare boomed, trotting towards the direction of the lower branch of the prison, "We must make haste!" Sora watched her go, carefully trotting out of his cell to glance towards Trixie who was eyeing him with envy.

"Don't worry; I'll help free you as soon as I can." He looked apologetically at the blue mare before clumsily galloping and half-running after the dark Alicorn. Trixie watched him go, though a smile crept along her face as he disappeared into the black of the prison.

"Oh, you'll help me more than you think…Keyblade Wielder."

Xxx

There was blood pumping in her ears as she banked downward, trying to shake off whatever these creatures were. The blue Pegasus ignored the fact on 'what' they were and decided to focus on getting rid of them. They were ruining the plan! However, Rainbow Dash smirked slightly to herself as outstretched her hooves in front of her. No creature was faster than her in Equestia, and no pony would ever get the chance to be faster.

The creatures kept on her tail, making hissing noises as the blue Pegasus sped ahead of them in the air. Her wings were flapping almost like crazy, but she had managed to avoid them for now. A small trail of rainbow followed the rainbow-maned Pegasus but the creatures seemed to avoid it as they followed her. There were three, two on her left and one on her right while flapping their mechanical wings even more than Rainbow Dash. The blue Pegasus was holding back her taunts to them for now, focusing more on getting away from the creatures.

Suddenly, one of the creatures on the right banked downward while another one soon followed after it. Rainbow Dash looked behind her to see just where exactly they were going, only to see Applejack and Pinkie Pie just below her. What were they thinking? She could handle this on her own! Rainbow Dash angled her wings to the right, managing to go around the creature as she dove towards her friends. Rainbow Dash looked quickly around for Rarity, trying to see if the unicorn had decided herself to help out the cause, but luckily did not see her. The two creatures had swarmed the two earth ponies, though Applejack and Pinkie Pie were handling them quite well.

Applejack was using her back hooves to do the talking, smacking one squarely in its face as Rainbow got closer. Pinkie Pie had managed to dodge one as it took a rough landing into the ground, and proceeded to bounce on top of its head quite hard. Rainbow Dash had slowed down to an idle position in the air as she watched her friends fight off their opponents, sighing slightly in relief they were fine. Rainbow Dash, however, had forgotten the creature right behind her until it slammed into her. The blue Pegasus tussled with the black creature, biting on one of its ears as inertia kicked in tossing the two towards the ground.

Applejack and Pinkie Pie witnessed the two falling out of the sky, abandoning their opponents to dodge the oncoming rainbow blob. Rainbow Dash hit the ground quite hard, eyes seeing stars once she realized she had plowed a good amount into the dirt. She laughed slightly at her own clumsy mistake, realizing that the shadow creature that had tackled her was underneath her now as well as the rest of them. The rainbow-maned peagsus flew upward, hooves poised for them to attack once more but the three creatures lie motionless. She waited a few heartbeats, until the creatures seemed to melt back into the ground below.

"Rainbow Dash!" The blue Pegasus twitched an ear and turned around to see Applejack was calling her. The Pegasus landed with grace, meeting Applejack and Pinkie Pie as the two came to meet her. She grinned slightly; already proud of herself that she had took on three mysterious creatures by herself. You wouldn't see any other Pegasus do that!

"Didja see me! I was great! I totally took care of those nasty creatures!" Rainbow Dash said proudly, placing a hoof on her chest confidently while raising her snout. Applejack simply rolled her eyes at the blue Pegasus while Pinkie Pie kept a grin plastered on her face. Applejack gave a frown suddenly, looking around curiously to Rainbow Dash's surprise. Something was a bit off about their meeting…

"Where's Rarity?" Applejack spoke up suddenly, alarm present in her voice. The three ponies looked around curiously for their friend only to hear a shriek in the distance.

"You guys forgot about Rarity!" Rainbow Dash groaned while putting a hoof over her face. The two shrugged their shoulders slightly, each giving an worried glance before the three rushed off to find their friend.

Rarity's scream had been near the entrance of the garden where she had been abandoned by her friends. Rarity was staring in the face of a large creature, black as night with two large yellow eyes. She kept her mouth closed, backing away while still attempting to keep away from the leaves. What could she do? Even if she used her magic there was nothing she could really do. The white unicorn quickly squeezed her eyes shut, assuming the position of a damsel in distress already.

"Hold on!" A voice shouted above, before Rarity heard the sound of the large creature wailing. The unicorn slowly opened on blue eye to peer out to what exactly was in front of her, only to see the black creature had turned its back on her. It was facing someone else, probably who ever had called out to her. Rarity craned her head around the large monster to gasp slightly, placing a hoof over her mouth. It was a brown earth pony, with the two monsters Rarity and her friends had seen before!

What were they doing here? The brown pony had seemed to notice Rarity before lifting a hoof to motion for her to get out of here.

"Quick, while we've got it distracted!" He called out to her before summoning some sort of key-like object from out of nowhere. Rarity gasped lightly, but began to cautiously move out of the way from behind the creature as fast as she could. However while she was moving the creature noticed her and immediately turned in her direction. Rarity skirted around the monster, narrowly avoiding the monster's claws slamming down into the earth to catch the white unicorn. The brown Pony launched himself forward, jumping upwards to jerk his head in the same direction while still airborne.

His weapon slashed easily through the monster, who gave a roar of pain. The griffin from earlier had flapped his wings and was airborne as well, holding a staff that also had seemed to come out of thin air. The Diamond Dog was still on the ground, unlike the other two, but held a large shield in front of him. Rarity squeaked as she hurried out of their way, only to be picked up by the large Diamond dog. She winced slightly, expecting grimly claws digging into her freshly brushed coat as well as foul breath straightening her air.

However, that was not the case. The Diamond dog's appearance looked…well, quite silly, as it were. His claws were neatly trimmed as well as his breath far from rancid. Now if all Diamond Dogs were this cleanly, Rarity thought to herself quietly.

"Don't worry, I've got you hyuck!" The Diamond Dog spoke to her, chuckling to himself slightly. Rarity still was quite worried about the other two fighting that creature, as well as the condition of her mane afterwards, and glanced over quickly to see what exactly was happening next. The Griffin had cast a large spell, summoning what looked like a cloud of lightning. It gave a loud boom before at least five large beams of lightning shot down from the sky onto the beast. It gave a wail before attempting to swipe the Griffin out of the sky, only to be intercepted by the earth pony jumping upwards again. Rarity had to admit, they were quite powerful.

Something seemed a little…off about the three who had just appeared. Rarity wasn't sure if she was jumping to conclusions or what, but her conscious still nagged at her. Rarity wondered if this was who exactly Twilight had been talking about. She hadn't seen the actual pony carried off, she had been busy comforting Fluttershy. All the evidence that she had been kidnapped by them was there…but Rarity felt conflicted.

Did she really have a reason to distrust her friend? Rarity already felt guilt washing over her as she thought longer about it. Rarity soon realized she was being set down on the grass by the Diamond dog, causing her to wake from her thoughts.

"Stay here, we'll be done in a jiffy!" The Diamond dog grinned then turned around to return to battle. Rarity stared as she watched him go, before turning her blue eyes upward to stare at the battle again. She was safe for now, but now she began to worry about her other friends. What if the creatures had gotten them? Rarity bit her hoof in anticipation as she watched the brown Earth Pony, the Griffin and the Diamond Dog return to their battle.

Suddenly the doors to the palace swung open, causing Rarity to nearly shriek again. Twilight was standing in front of it, Fluttershy a little ways behind her, looking quite out of breath. Her face was quite red, and she seemed to be looking about the garden. Her eyes trailed to Rarity, before convincing Fluttershy to hurry out from under her. As soon as the two ponies began to move the large black creature had moved its way in front of the doorway.

"Twilight, Fluttershy, dears!" Rarity called out to her friends, getting onto her hooves as the black creature roared again. Rarity desperately wanted to know if the two fillies were alright, but she was frozen. There was no way she could fend off that ruffian without getting her hooves dirty! Before she could even move the three others were on the creature like a parasprite on an apple. Each was fighting it off with a flurry of attacks; so much that Rarity wasn't even sure who was landing what blow. The creature was wailing now, seeming to already give up by now. Rarity continued to search for her friends under she saw Fluttershy round the corner of the monster. She was flapping her wings as fast as she could, her eyes closed however so that she didn't even see where she was going.

"Fluttershy, dear over here quickly now!" Rarity called out to the yellow pegasus, whose ears pricked when she heard her name. Fluttershy timidly opened her eyes before quickly landing near Rarity. The two embraced in a quick hug before the monster loomed over the two. They both screamed quickly, hugging each other tightly until there was a sound of something bursting. It was similar to the sound of Pinkie popping balloon but a bit louder than that.

Rarity and Fluttershy looked up, only to see that the monster was gone and in its place was a large heart that floated upwards to the heavens above. It disappeared shortly after it flew upwards, which caused the Unicorn and Pegasus to look towards the ones who destroyed the monster. Twilight Sparkle was standing near the brown Earth Pony who still held the key-like object in his mouth, and the two other creatures were in the back.

"Aw man, we missed it!" Rarity's ear twitched as she heard Rainbow Dash's voice suddenly from behind her. When she turned around, Rainbow Dash, Pinkie Pie and Applejack had appeared from further down in the courtyard. The palace gardens were a mess from what she could tell, especially from the original mess Rainbow Dash had caused earlier with the guards. And speaking of guards…

"Twilight, what are you doing here?" The brown Earth Pony had spoke up, sounding quite surprised that she was actually here. The purple unicorn seemed to be already in a bad mood, pushing her face into his.

"What am I doing here? WHAT AM I DOING HERE? I _was_ here to get you out of that prison cell, but I see you did that by yourself just fine." Twilight Sparkle spat in the brown Earth Pony's face before turning her head around. She was obviously steamed about something. Maybe it was the fact that he'd gotten out himself and they'd gone through all the trouble of lying to the Princesses and such. Rarity frowned slightly, unsure of what she could do to calm the purple unicorn's anger. The brown Earth pony seemed bit distraught, shifting his hooves slightly while his friends gave their own concerned looks.

"L-listen I can explain…" The brown Earth pony began, timidly holding out a hoof towards Twilight. The purple unicorn didn't seem to notice, pouting to herself before she opened one eye to look at him. Suddenly, a shocked look spread across her face, confusing Rarity and most of the others in the group before they all turned their heads. A few feet away from them was Princess Luna, obviously looking quite distraught.

"P-Princess…" Twilight spluttered before the Princess began to speak.

"There is no time, thou must come with me! Discord has been released!" Luna spoke urgently, her face pulled into a tight frown. Everypony, except for Sora, Donald, and Goofy, gave a surprised expression. Discord? Free? How in Equestria did that happen?

"R-right! We'll talk later!" Twilight spoke, shooting a glare at Sora before turning her head back to the Princess, "What do you need from us?"


End file.
